Contracts

Under Civ. Code 3360 and applicable California decisions, a plaintiff who proves that defendant breached a contract is entitled to an award of nominal damages even if the plaintiff is unable to prove actual damages caused by the breach.  (Sweet v. Johnson (1959) 169 Cal.App.2d 630, 632.)  Two 9th Circuit opinions stating that breach of contract claims are not actionable… Read More

This case involved a dispute about rent payable during the renewal term of a long-term lease.  The lease provided for an attorney fee award for an action to enforce the lease or obtain a declaration of rights under it.  However, it also provided for arbitration of any dispute about the rental during the renewal term, and in that regard stated… Read More

Following Dennison v. Rosland Capital LLC (2020) 47 Cal.App.5th 204 and other decisions, this opinion holds that a clear delegation clause, letting the arbitrator decide arbitrability questions was rendered ambiguous and ineffective by a severance clause that referred to an arbitrator or court finding any portion of the arbitration unenforceable.  The arbitration clause in an employment setting was unconscionable as… Read More

Agreeing with decisions from many other districts, this decision holds that an employer cannot compel arbitration of its worker's PAGA claim, as the claim is by the state, not by the worker who signed the arbitration agreement.  Iskanian v. CLS Transportation (2014) 59 Cal.4th 348 remains good law and was not undermined by Epic Systems Corp. v. Lewis (2018) 138… Read More

Under the Displaced Janitor Opportunity Act (Lab. Code 1060 et seq.) a successor janitorial company must hire the janitorial workers of a predecessor company at the same site for at least 60 days after taking over the site.  Here, the building owner supposedly terminated the janitorial service contract on the 13th of the month and claimed that there were no… Read More

The trial court correctly refused to take judicial notice of insurance policies that were not matters of public record. The existence of a contract between private parties cannot be established by judicial notice under Evidence Code section 452(h). (Gould v. Maryland Sound Industries, Inc. (1995) 31 Cal.App.4th 1137, 1145.) Read More

Plaintiff attorney was hired by defendant as an in-house attorney, but his compensation was dependent, in part, on the outcome of a large bit of litigation in which the defendant was engaged.  This decision holds that plaintiff's agreement was a contingency fee agreement which was unenforceable because not written and signed by both parties as required by B&P Code 6147. … Read More

Caballero was bound by the arbitration agreement he signed and initially with Premier Care upon admitting his mother to Premier Care's elder care facility.  Caballero cannot escape the agreement even though he claims not to understand, speak or read English, and the arbitration agreement was presented to him only in English.  If a party does not speak or understand English… Read More

Agreeing with Moritz v. Universal City Studios LLC (2020) 54 Cal.App.5th 238, this decision holds that even when a contract's arbitration clause clearly and expressly delegates arbitrability questions to the arbitrator, the court must decide whether the plaintiff's claim is made under a different contract that lacks an arbitration clause.  Here, the bank sued to enforce a loan agreement in… Read More

Following Rent-A-Center West Inc. v. Jackson (2010) 130 S.Ct. 2772 and Brennan v. Opus Bank (9th Cir. 2015) 796 F.3d 1125, this decision holds that when an arbitration agreement delegates issues of arbitrability to the arbitrator, a court's first task is to determine whether the delegation clause itself (rather than the entire arbitration agreement) is enforceable.  If the delegation clause… Read More

Under the Supreme Court's modern contracts, the court must first decide whether a challenged enactment substantially impairs contracts, considering the extent to which the law undermines the contractual bargain, interferes with a party’s reasonable expectations, and prevents the party from safeguarding or reinstating his rights.  If contracts are substantially impaired, the court next considers whether the law is drawn in… Read More

A provision in an attorney's contingency fee agreement that purported to allow the attorney to consent on the client's behalf (and over the client's objection) to any settlement offer that the attorney thought was reasonable and in the client's best interest violated the Rules of Professional Conduct and was void.  Such a provision creates an immediate, direct conflict of interest… Read More

While the presumption against retroactive application of new statutes is strong, figuring out what constitutes retroactive application may be difficult.  Here, the statute required a grace period and notice before terminating a life insurance policy for nonpayment of the premium.  Though it changed the terms of the policy, it governed only the insurer's actions after the effective date of the… Read More

Interpreting a nondisclosure agreement under English law, this decision holds that a clause stating that "this agreement shall terminate on a date 2 years from the date hereof" ended the entire agreement after two years, including the defendant's obligation not to disclose the trade secret information it had learned from plaintiff during the existence of the agreement.  This interpretation was… Read More

Both parties supply temporary nurses to hospitals.  Plaintiff entered into a contract with defendant to supply nurses when defendant couldn't fill orders from its own supply of nurses.  The contract contained a clause prohibiting plaintiff from soliciting defendant's employee-nurses to work for plaintiff rather than defendant.  This decision holds that the non-solicitation clause is an ancillary restraint to be analyzed… Read More

Under Idaho law, a title insurance policy that excluded coverage for claims that were "not shown by the public record" did not exclude coverage of claims that arose from the county's official road maps that described a road through the insured's property.  "Public records" was undefined in the policy and could be reasonably be construed to include official documents brought… Read More

Chevron was not bound by a lease agreement entered into by Aramco, not Chevron, with the persons whose heirs are appellants here.  Furthermore, the lease agreement did not incorporate by reference or otherwise the arbitration clause in the concession agreement that Chevron had signed with the Kingdom of Saudi Arabia 13 years earlier--even though the lease was of land to… Read More

This decision affirms denial of the employer-defendant's motion to compel arbitration under an agreement that delegated arbitrability questions to the arbitrator.  The arbitration agreement and its delegation clause were both unconscionable for the same reasons.  Procedurally, the agreement was presented as an adhesion contract that employees had to sign to retain employment.  Also the agreement was nine pages of 10… Read More

Under Family Code 1615, a premarital agreement must be signed by an independent lawyer on behalf of a party that is otherwise unrepresented by counsel in connection with the agreement.  Absent signature by an independent lawyer, the premarital agreement is void, not voidable, and cannot be ratified by the unrepresented spouse's later conduct.  Also parties cannot circumvent the independent counsel… Read More

Following Esparza v. KS Industries, L.P. (2017) 13 Cal.App.5th 1228, this decision holds that an employee cannot be compelled under a predispute arbitration clause to arbitrate a PAGA claim.  The FAA does not preempt this rule.  The employer failed to show that the employee who filed the suit was employed under a collective bargaining agreement so the LMRA  301 did… Read More